UNITED
STATES


SECURITIES
AND EXCHANGE COMMISSION


Washington,
D.C. 20549





FORM
10-Q





(Mark
One)


x QUARTERLY REPORT
PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF
1934


For the
quarterly period ended March 31, 2009





OR





 ̈ TRANSITION REPORT
PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the
transition period from __________ to ___________





Commission File Number  333-150483




Noble
Medical Technologies, Inc.


(Name of
registrant as specified in its charter)




Delaware
            20-0587718(State
      or other jurisdiction of
            (I.R.S.
      Employer Identification No.)incorporation
      or organization)




2121
Avenue of the Stars, Suite 2550


Los
Angeles, CA 90067


(Address
of principal executive offices)





310-601-2500


(Registrant’s
telephone number, including area code)







Indicate
by check mark whether  the issuer (1) filed all reports required to be
filed by Section 13 or 15(d) of the Exchange Act during the past 12 months (or
for such shorter period that the registrant was required to file such reports),
and (2) has been subject to such filing requirements for the past 90 days. YES
x NO  ̈





Indicate
by check mark whether each registrant has submitted electronically and posted on
its corporate Website, if any, every Interactive Data File required to be
submitted and posted pursuant to Rule 405 of Regulation S-T (§232.405
of this chapter) during the preceding 12 months (or for such shorter period
that the registrant was required to submit and post such files). YES  ̈ NO  ̈





Indicate
by check mark whether the registrant is a large accelerated filer, an
accelerated filer, a non-accelerated filer or a smaller reporting company
filer.  See definition of “large accelerated filer,” “accelerated
filer” and “smaller reporting company” in Rule 12b-2 of the Exchange
Act:





Large
      accelerated filer o
              Accelerated
      filer oNon-accelerated
      filer o (Do
      not check if a smaller reporting company)
              Smaller
      reporting company x





Indicate
by check mark whether the registrant is a shell company (as defined in Rule
12b-2 of the Exchange Act). YES x NO o





Indicate
the number of shares outstanding of each of the issuer’s classes of common
equity, as of the latest practicable date: 4,188,000 shares of common stock, par
value $.0001 per share, as of April 24, 2009.





NOBLE
MEDICAL TECHNOLOGIES, INC.


Table
of Contents


PagePART
      I - FINANCIAL INFORMATIONItem
      1.     Financial StatementsBalance
      Sheets at March 31, 2009 (Unaudited) and December 31, 2008
                F-2Statements
      of Operations for the Three Months Ended March 31, 2009 and March 31, 2008
      and for the period from July 25, 2007 (Inception) through March 31, 2009
      (Unaudited)
                F-3Statement
      of Stockholders’ Deficit for the period from July 25, 2007 (Inception)
      through March 31, 2009 (Unaudited)
                F-4Statements
      of Cash Flows for the Three Months Ended March 31, 2009 and March 31, 2008
      and for the Period from July 25, 2007 (Inception) through March 31, 2009
      (Unaudited)
                F-5Notes
      to Financial Statements (Unaudited)
                F-6
      to F-9Item
      2.      Management’s Discussion and Analysis of
      Financial Condition and Results of Operations
                1Item
      3.      Quantitative and Qualitative Disclosures
      About Market Risk
                3Item
      4T.   Controls and Procedures
                3PART
      II - OTHER INFORMATIONItem
      1.      Legal Proceedings
                4Item
      1A.   Risk Factors
                4Item
      2.      Unregistered Sales of Equity Securities
      and Use of Proceeds
                4Item
      3.      Defaults upon Senior
      Securities
                4Item
      4.      Submission of Matters to a Vote of
      Security Holders
                4Item
      5.      Other Information
                4Item
      6.      Exhibits
                4SIGNATURES
                5







PART
I – FINANCIAL INFORMATION





Item
1. Financial Statements





NOBLE
MEDICAL TECHNOLOGIES, INC.





March
31, 2009 and 2008





INDEX
TO FINANCIAL STATEMENTS





Balance
      Sheets at March 31, 2009 (Unaudited) and December 31, 2008
                
                F-2Statements
      of Operations for the Three Months Ended March 31, 2009 and March 31, 2008
      and for the period from July 25, 2007 (Inception) through March 31, 2009
      (Unaudited)
                
                F-3Statement
      of Stockholders’ Deficit for the period from July 25, 2007 (Inception)
      through March 31, 2009 (Unaudited)
                
                F-4Statements
      of Cash Flows for the Three Months Ended March 31, 2009 and March 31, 2008
      and for the Period from July 25, 2007 (Inception) through March 31, 2009
      (Unaudited)
                
                F-5Notes
      to the Financial Statements (Unaudited)
                
                F-6
      to F-9









NOBLE
MEDICAL TECHNOLOGIES, INC.





BALANCE
SHEETS




March 31, 2009
                                    (Unaudited)
                                  
                                  
                                  December 31, 2008ASSETSCURRENT
      ASSETS:Cash
                                  
                                  $
                                  -
                                  
                                  
                                  $
                                  371Total
      Current Assets
                                  
                                  
                                  -
                                  
                                  
                                  
                                  371Total
      Assets
                                  
                                  $
                                  -
                                  
                                  
                                  $
                                  371LIABILITIES
      AND STOCKHOLDERS’ DEFICITCURRENT
      LIABILITIES:Accrued
      expenses
                                  
                                  $
                                  2,000
                                  
                                  
                                  $
                                  21,667Total
      Current Liabilities
                                  
                                  
                                  2,000
                                  
                                  
                                  
                                  21,667STOCKHOLDERS’
      DEFICIT:Preferred
      stock at $0.0001 par value: 1,000,000 shares authorized, none issued and
      outstanding
                                  
                                  
                                  -
                                  
                                  
                                  
                                  -Common
      stock at $0.0001 par value: 20,000,000 shares authorized, 4,188,000 shares
      issued and outstanding
                                  
                                  
                                  419
                                  
                                  
                                  
                                  419Additional
      paid-in capital
                                  
                                  
                                  67,877
                                  
                                  
                                  
                                  46,581Accumulated
      deficit
                                  
                                  
                                  (70,296
                                  )
                                  
                                  
                                  (68,296
                                  )Total
      Stockholders’ Deficit
                                  
                                  
                                  (2,000
                                  )
                                  
                                  
                                  (21,296
                                  )Total
      Liabilities and Stockholders’ Deficit
                                  
                                  $
                                  -
                                  
                                  
                                  $
                                  371




See
accompanying notes to the financial statements.




F-2




NOBLE
MEDICAL TECHNOLOGIES, INC.





STATEMENTS
OF OPERATIONS


(UNAUDITED)




For the Period fromFor the Three Months
                                      
                                      
                                      For the Three Months
                                      
                                      
                                      July 25, 2007Ended
                                      
                                      
                                      Ended
                                      
                                      
                                      (Inception) throughMarch 31, 2009
                                      
                                      
                                      March 31, 2008
                                      
                                      
                                      March 31, 2009OPERATING
      EXPENSES:Professional
      fees
                                      
                                      $
                                      2,000
                                      
                                      
                                      $
                                      2,000
                                      
                                      
                                      $
                                      58,100General
      and administrative expenses
                                      
                                      
                                      -
                                      
                                      
                                      
                                      7,390
                                      
                                      
                                      
                                      11,396Total
      operating expenses
                                      
                                      
                                      2,000
                                      
                                      
                                      
                                      9,390
                                      
                                      
                                      
                                      69,496LOSS
      BEFORE TAXES
                                      
                                      
                                      (2,000
                                      )
                                      
                                      
                                      (9,390
                                      )
                                      
                                      
                                      (69,496
                                      )INCOME
      TAXES
                                      
                                      
                                      -
                                      
                                      
                                      
                                      -
                                      
                                      
                                      
                                      800NET
      LOSS
                                      
                                      $
                                      (2,000
                                      )
                                      
                                      $
                                      (9,390
                                      )
                                      
                                      $
                                      (70,296
                                      )NET
      LOSS PER COMMON SHARE -BASIC
      AND DILUTED:
                                      
                                      $
                                      (0.00
                                      )
                                      
                                      $
                                      (0.00
                                      )
                                      
                                      $
                                      (0.02
                                      )Weighted
      Common Shares Outstanding - basic and diluted
                                      
                                      
                                      4,188,000
                                      
                                      
                                      
                                      4,065,495
                                      
                                      
                                      
                                      4,121,938




See
accompanying notes to the financial statements.


F-3




NOBLE
MEDICAL TECHNOLOGIES, INC.





STATEMENT
OF STOCKHOLDERS’ DEFICIT


For the
Period from July 25, 2007 (Inception) through March 31, 2009


(UNAUDITED)







Common
      Stock, $0.001 ParValue
                                                      
                                                      
                                                      Additional
                                                      
                                                      
                                                      
                                                      
                                                      
                                                      TotalNumber
      of
                                                      
                                                      
                                                      
                                                      
                                                      
                                                      Paid-in
                                                      
                                                      
                                                      Accumulated
                                                      
                                                      
                                                      Stockholders’Shares
                                                      
                                                      
                                                      Amount
                                                      
                                                      
                                                      Capital
                                                      
                                                      
                                                      Deficit
                                                      
                                                      
                                                      DeficitBalance,
      July 25, 2007
                                                      
                                                      
                                                      -
                                                      
                                                      
                                                      $
                                                      -
                                                      
                                                      
                                                      $
                                                      -
                                                      
                                                      
                                                      $
                                                      -
                                                      
                                                      
                                                      $
                                                      -Issuance
      of common stock to  founders
                                                      
                                                      
                                                      4,000,000
                                                      
                                                      
                                                      
                                                      400
                                                      
                                                      
                                                      
                                                      (400
                                                      )
                                                      
                                                      
                                                      
                                                      
                                                      
                                                      
                                                      -Issuance
      of common stock for cash
                                                        July
      through December 2007 at $0.25 per share
                                                      
                                                      
                                                      8,000
                                                      
                                                      
                                                      
                                                      1
                                                      
                                                      
                                                      
                                                      1,999
                                                      
                                                      
                                                      
                                                      
                                                      
                                                      
                                                      
                                                      2,000Net
      loss
                                                      
                                                      
                                                      
                                                      
                                                      
                                                      
                                                      
                                                      
                                                      
                                                      
                                                      
                                                      
                                                      
                                                      
                                                      (28,107
                                                      )
                                                      
                                                      
                                                      (28,107
                                                      )Balance,
      December 31, 2007
                                                      
                                                      
                                                      4,008,000
                                                      
                                                      
                                                      
                                                      401
                                                      
                                                      
                                                      
                                                      1,599
                                                      
                                                      
                                                      
                                                      (28,107
                                                      )
                                                      
                                                      
                                                      (26,107
                                                      )Issuance of common
      stock for cash

                                                          January
      through April 17, 2008 at $0.25 per share
                                                      
                                                      
                                                      180,000
                                                      
                                                      
                                                      
                                                      18
                                                      
                                                      
                                                      
                                                      44,982
                                                      
                                                      
                                                      
                                                      
                                                      
                                                      
                                                      
                                                      45,000Net
      loss
                                                      
                                                      
                                                      
                                                      
                                                      
                                                      
                                                      
                                                      
                                                      
                                                      
                                                      
                                                      
                                                      
                                                      
                                                      (40,189
                                                      )
                                                      
                                                      
                                                      (40,189
                                                      )Balance,
      December 31, 2008
                                                      
                                                      
                                                      4,188,000
                                                      
                                                      
                                                      
                                                      419
                                                      
                                                      
                                                      
                                                      46,581
                                                      
                                                      
                                                      
                                                      (68,296
                                                      )
                                                      
                                                      
                                                      (21,296
                                                      )Capital
      contribution
                                                      
                                                      
                                                      
                                                      
                                                      
                                                      
                                                      
                                                      
                                                      
                                                      
                                                      21,296
                                                      
                                                      
                                                      
                                                      
                                                      
                                                      
                                                      
                                                      21,296Net
      loss
                                                      
                                                      
                                                      
                                                      
                                                      
                                                      
                                                      
                                                      
                                                      
                                                      
                                                      
                                                      
                                                      
                                                      
                                                      (2,000
                                                      )
                                                      
                                                      
                                                      (2,000
                                                      )Balance,
      March 31, 2009
                                                      
                                                      
                                                      4,188,000
                                                      
                                                      
                                                      $
                                                      419
                                                      
                                                      
                                                      $
                                                      67,877
                                                      
                                                      
                                                      $
                                                      (70,296
                                                      )
                                                      
                                                      $
                                                      (2,000
                                                      )





See
accompanying notes to the financial statements.


F-4




NOBLE
MEDICAL TECHNOLOGIES, INC.





STATEMENTS
OF CASH FLOWS


(UNAUDITED)




For the Period fromFor the Three Months
                                                                          
                                                                          
                                                                          For the Three Months
                                                                          
                                                                          
                                                                          July 25, 2007Ended
                                                                          
                                                                          
                                                                          Ended
                                                                          
                                                                          
                                                                          (Inception) throughMarch 31, 2009
                                                                          
                                                                          
                                                                          March 31, 2008
                                                                          
                                                                          
                                                                          March 31, 2009CASH
      FLOWS FROM OPERATING ACTIVITIES:Net
      loss
                                                                          
                                                                          $
                                                                          (2,000
                                                                          )
                                                                          
                                                                          $
                                                                          (9,390
                                                                          )
                                                                          
                                                                          $
                                                                          (70,296
                                                                          )Adjustments
      to reconcile net loss to net cashused
      in operating activitiesChanges
      in operating assets and liabilities:Accrued
      expenses
                                                                          
                                                                          
                                                                          (19,667
                                                                          )
                                                                          
                                                                          
                                                                          (21,200
                                                                          )
                                                                          
                                                                          
                                                                          2,000NET
      CASH USED INOPERATING
      ACTIVITIES
                                                                          
                                                                          
                                                                          (21,667
                                                                          )
                                                                          
                                                                          
                                                                          (30,590
                                                                          )
                                                                          
                                                                          
                                                                          (68,296
                                                                          )CASH
      FLOWS FROM FINANCING ACTIVITIES:Capital
      contribution
                                                                          
                                                                          
                                                                          21,296
                                                                          
                                                                          
                                                                          
                                                                          
                                                                          
                                                                          
                                                                          
                                                                          21,296Sale
      of common stock
                                                                          
                                                                          
                                                                          
                                                                          
                                                                          
                                                                          
                                                                          41,000
                                                                          
                                                                          
                                                                          
                                                                          47,000NET
      CASH PROVIDED BY FINANCING ACTIVITIES
                                                                          
                                                                          
                                                                          21,296
                                                                          
                                                                          
                                                                          
                                                                          10,410
                                                                          
                                                                          
                                                                          
                                                                          68,296NET
      CHANGE IN CASH
                                                                          
                                                                          
                                                                          (371
                                                                          )
                                                                          
                                                                          
                                                                          -
                                                                          
                                                                          
                                                                          
                                                                          -Cash
      at beginning of period
                                                                          
                                                                          
                                                                          371
                                                                          
                                                                          
                                                                          
                                                                          -
                                                                          
                                                                          
                                                                          
                                                                          -Cash
      at end of period
                                                                          
                                                                          $
                                                                          -
                                                                          
                                                                          
                                                                          $
                                                                          -
                                                                          
                                                                          
                                                                          $
                                                                          -SUPPLEMENTAL
      DISCLOSURE OFCASH
      FLOW INFORMATION:Interest
      paid
                                                                          
                                                                          $
                                                                          -
                                                                          
                                                                          
                                                                          $
                                                                          -
                                                                          
                                                                          
                                                                          $
                                                                          -Taxes
      paid
                                                                          
                                                                          $
                                                                          -
                                                                          
                                                                          
                                                                          $
                                                                          -
                                                                          
                                                                          
                                                                          $
                                                                          800





See
accompanying notes to the financial statements.


F-5


NOBLE
MEDICAL TECHNOLOGIES, INC.




March 31,
2009 and 2008


Notes to
the Financial Statements


(Unaudited)





NOTE
1 - ORGANIZATION AND OPERATIONS





Noble
Medical Technologies, Inc. (a development stage company) (the “Company”) was
incorporated on July 25, 2007 under the laws of the State of
Delaware.  A substantial portion of the Company’s activities has
involved developing a business plan and establishing contacts and visibility in
the marketplace.  Due to the recent economic downturn, the Company was
unable to receive sufficient funds to commence operations and the Company has
not generated any revenue to date. Therefore, the Company abandoned its plan to
engage in developing and marketing enhancements to electrocardiogram (“EKG”)
equipment and is currently seeking a suitable candidate for a business
combination.





NOTE
2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES





Basis of
presentation





The
accompanying unaudited interim financial statements and related notes have been
prepared in accordance with accounting principles generally accepted in the
United States of America (“U.S. GAAP”) for interim financial information, and
with the rules and regulations of the United States Securities and Exchange
Commission (“SEC”) to Form 10-Q and Article 10 of Regulation
S-X.  Accordingly, they do not include all of the information and
footnotes required by U.S. GAAP for complete financial statements.  The
unaudited interim financial statements furnished reflect all adjustments
(consisting of normal recurring accruals) which are, in the opinion of
management, necessary to a fair statement of the results for the interim periods
presented.  Interim results are not necessarily indicative of the
results for the full year.  These financial statements should be read
in conjunction with the financial statements of the Company for the year
ended December 31, 2008 and notes thereto contained in the Company’s Annual
Report Form 10-K as filed with the SEC on February 3, 2009.





Reclassification





Certain
amounts in the prior period financial statements have been reclassified to
conform to the current period presentation.   These
reclassifications had no effect on reported losses.





Use of
estimates





The
preparation of financial statements in conformity with U.S. GAAP requires
management to make estimates and assumptions that affect the reported amounts of
assets and liabilities and disclosure of contingent assets and liabilities at
the date of the financial statements and the reported amounts of revenues and
expenses during the reporting period.  Actual results could differ
from those estimates.





Due to
the limited level of operations, the Company has not had to make material
assumptions or estimates other than the assumption that the Company is a going
concern.





Cash
equivalents





The
Company considers all highly liquid investments with a maturity of three months
or less when purchased to be cash equivalents.





Fair value of financial
instruments





The fair
value of a financial instrument is the amount at which the instrument could be
exchanged in a current transaction between willing parties.  The carrying
amounts of financial assets and liabilities, such as cash and accrued
expenses, approximate their fair values because of the short maturity of these
instruments and market rates of interest.




F-6


Revenue
recognition





The
Company follows the guidance of the Securities and Exchange Commission’s Staff
Accounting Bulletin (“SAB”) No. 101 “Revenue Recognition” (“SAB
No. 101”), as amended by SAB No. 104 (“SAB No. 104”) for revenue
recognition.  The Company will record revenue when persuasive evidence
of an arrangement exists, product delivery has occurred and the title and risk
of loss transfer to the buyer, the sales price to the customer is fixed or
determinable, and collectability is reasonably assured.





The
Company will derive its revenue from sales contracts with customers with
revenues being generated upon the shipment of goods.  Persuasive
evidence of an arrangement is demonstrated via invoice, product delivery is
evidenced by warehouse shipping log as well as a signed bill of lading from the
trucking company or third party carrier and title transfers upon shipment, based
on free on board (“FOB”) factory; the sales price to the customer is fixed upon
acceptance of the purchase order and there is no separate sales rebate,
discount, or volume incentive.





Net loss per common
share





Net loss
per common share is computed pursuant to Statement of Financial Accounting
Standards No. 128 “Earnings
Per Share” (“SFAS No. 128”).  Basic net loss per share is
computed by dividing net loss by the weighted average number of shares of common
stock outstanding during the period. Diluted net loss per share is computed by
dividing net loss by the weighted average number of shares of common stock and
potentially dilutive outstanding shares of common stock during each period.
There were no potentially dilutive shares outstanding as of March 31, 2009 or
2008.


F-7


Recently issued accounting
pronouncements




In
December 2007, the FASB issued FASB Statement No. 141 (Revised 2007)“Business Combinations”
(“SFAS No. 141(R)”), which requires the Company to record fair value estimates
of contingent consideration and certain other potential liabilities during the
original purchase price allocation, expense acquisition costs as incurred and
does not permit certain restructuring activities previously allowed under
Emerging Issues Task Force Issue No. 95-3 to be recorded as a component of
purchase accounting.  SFAS No. 141(R) applies prospectively to
business combinations for which the acquisition date is on or after the
beginning of the first annual reporting period beginning on or after December
15, 2008, except for the presentation and disclosure requirements, which shall
be applied retrospectively for all periods presented. The Company has not
determined the effect that the adoption of SFAS No. 141(R) will have on the
financial results of the Company.





In
December 2007, the FASB issued FASB Statement No. 160 “Noncontrolling Interests in
Consolidated Financial Statements - an amendment of ARB No. 51” (“SFAS No. 160”),
which causes noncontrolling interests in subsidiaries to be included in the
equity section of the balance sheet.  SFAS No. 160 applies
prospectively to business combinations for which the acquisition date is on or
after the beginning of the first annual reporting period beginning on or after
December 15, 2008, except for the presentation and disclosure requirements,
which shall be applied retrospectively for all periods presented.  The
Company has not determined the effect that the adoption of SFAS No. 160 will
have on the financial results of the Company.





In March
2008, the FASB issued FASB Statement No. 161“Disclosures about Derivative
Instruments and Hedging Activities an amendment of FASB Statement No.
133” (“SFAS No. 161”), which changes the disclosure requirements for
derivative instruments and hedging activities. Pursuant to SFAS No.161,
Entities are required to provide enhanced disclosures about (a) how and why an
entity uses derivative instruments, (b) how derivative instruments and related
hedged items are accounted for under Statement 133 and its related
interpretations, and (c) how derivative instruments and related hedged items
affect an entity’s financial position, financial performance, and cash
flows.  SFAS No. 161 is effective for financial statements issued for
fiscal years and interim periods beginning after November 15, 2008 with early
application encouraged. SFAS No. 161 encourages but does not require disclosures
for earlier periods presented for comparative purposes at initial
adoption.  In years after initial adoption, this Statement requires
comparative disclosures only for periods subsequent to initial
adoption.  The Company does not expect the adoption of SFAS No. 161 to
have a material impact on the financial results of the Company.





Management
does not believe that any other recently issued, but not yet effective
accounting pronouncements, if adopted, would have a material effect on the
accompanying financial statements.





NOTE
3 – GOING CONCERN





As
reflected in the accompanying financial statements, the Company had an
accumulated deficit of $70,296 at March 31, 2009.





The
Company’s cash position may not be sufficient enough to support the Company’s
daily operations.  The Company’s development activities since
inception have been financially sustained through equity financing. The ability
of the Company to continue as a going concern is dependent upon its ability to
find a suitable acquisition or merger candidate, raise additional capital from
the sale of stock, receive additional paid in capital and ultimately, the
achievement of significant positive results.  The ability of the
Company to continue as a going concern is dependent upon the Company’s ability
to further implement its business plan and generate revenues.  The
financial statements do not include any adjustments that might be necessary if
the Company is unable to continue as a going concern.


F-8


NOTE
4 – STOCKHOLDERS’ DEFICIT





Common
stock





The
Company was incorporated on July 25, 2007 at which time 4,000,000 shares of
common stock were issued to the Company’s founders.  No value was given to
the shares issued by the newly formed corporation.  Therefore, the
shares were recorded to reflect the $.0001 par value and paid in capital was
recorded as a negative amount ($400).  In other words, no net value was
assigned to these shares.





For the
period from July 25, 2007 through April 17, 2008, the Company sold 188,000
shares of its common stock in a private placement at $0.25 per share for an
aggregate of $47,000.





NOTE
5 – RELATED PARTY TRANSACTIONS





Office
space





The
Company had been provided office space by its former Chief Executive Officer
until February 6, 2009 at no cost. The Company has been provided office space by
its majority shareholder since February 6, 2009 at no cost.





Professional
Fees; General and Administrative Expenses





Net
accrued expenses of $21,296, as of February 6, 2009, were assumed by certain
stockholders of the Company and have been reclassified to additional paid-in
capital in the three months ended March 31, 2009.





NOTE
6 – CHANGE IN MANAGEMENT





On
February 6, 2009, Trinad Capital Master Fund, Ltd., an exempted Cayman Islands
Corporation, with an address at 2121 Avenue of the Stars, Suite 2550, Los
Angeles, California 90067 (“TCMF”), entered into a Securities Purchase Agreement
(the“Agreement”) with certain stockholders (the
“Stockholders”) of the Company. Pursuant to the terms of the Agreement, the
Stockholders sold 3,978,600 shares (the “Shares”) of the Company’s common stock,
$0.001 par value per share, (“Common Stock”) representing 95% of the Company’s
issued and outstanding Common Stock as of February 6, 2009 (the “Closing”), to
TCMF. In consideration for the purchase of the Shares, TCMF paid $311,869
at Closing, pursuant to and in accordance with the terms of the Agreement. The
source of such capital was TCMF’s working capital.





On
February 6, 2009 Richard Krotosik resigned as the Company’s Chief Executive
Officer, President and sole director, the total number of the members of the
board of directors (the “Board”) was increased to three and Robert S. Ellin, Jay
A. Wolf and Charles C. Bentz were appointed as directors of the Board to serve
until the next annual stockholders meeting and until their successors are duly
elected and qualified.  Robert S. Ellin was appointed the Company’s
President, Jay A. Wolf was appointed Chairman and Chief Executive Officer, and
Charles Bentz was appointed Chief Financial Officer and Secretary of the
Company.




F-9


Item
2 – Management’s Discussion and Analysis or Plan of Operation of Financial
Condition and Results of Operations




Forward-Looking
Statements




Certain
statements made in this Report on Form 10-Q are “forward-looking statements”
(within the meaning of the Private Securities Litigation Reform Act of 1995)
regarding the plans and objectives of management for future operations. Such
statements involve known and unknown risks, uncertainties and other factors that
may cause our actual results, performance or achievements to be materially
different from any future results, performance or achievements expressed or
implied by such forward-looking statements. The forward-looking statements
included herein are based on current expectations that involve numerous risks
and uncertainties. Our plans and objectives are based, in part, on assumptions
involving judgments with respect to, among other things, future economic,
competitive and market conditions, technological developments, and future
business decisions, all of which are difficult or impossible to predict
accurately and many of which are beyond our control.





Although
we believe that our assumptions underlying the forward-looking statements are
reasonable, any of the assumptions could prove inaccurate and, therefore, there
can be no assurance that the forward-looking statements included in this
prospectus will prove to be accurate. In light of the significant uncertainties
inherent in the forward-looking statements included herein particularly in view
of the current state of our operations, the inclusion of such information should
not be regarded as a statement by us or any other person that our objectives and
plans will be achieved.  Except as required by applicable law and
regulations, we undertake no obligation to publicly update any forward-looking
statements, whether as a result of new information, future events or otherwise.
Further disclosures that we make on related subjects in our additional filings
with the Securities and Exchange Commission should be consulted. For further
information regarding the risks and uncertainties that may affect our future
results, please review the information set forth in our annual Report on Form
10-K for the year ended December 31, 2008 under the section entitled “Risk
Factors.”





References
to “Company”, “we” or “us” refer to Noble Medical Technologies, Inc., unless the
context requires otherwise.





Overview





Description
of Business





We were
organized to engage in developing and marketing enhancements to
electrocardiogram (“EKG”) equipment that would be directed towards medical
technicians at hospitals and other locations. Due to the recent economic
downturn, we ware unable to receive sufficient funds to commence operations and
we have not realized any revenues from operations since our inception on July
25, 2007. Therefore, we abandoned our plan to engage in developing and marketing
EKG equipment and we are currently seeking a suitable candidate for a business
combination.





Results
of Operations





The
Company has not conducted any active operations since its inception. No revenues
have been generated by the Company for the period from July 25, 2007 (inception)
to March 31, 2009. It is unlikely the Company will have any revenues unless it
is able to effect an acquisition or merger with an operating company, of which
there can be no assurance.





A Blank Check
Company





At
present, the Company has no sources of revenue and we are a development stage
company. The Company’s business plan is to seek a business combination. As a
result, the Company is a “blank check” or “shell” company. Many states have
enacted statutes, rules and regulations limiting the sale of securities of shell
companies in their respective jurisdictions. Management does not intend to
undertake any efforts to cause a market to develop in the Company’s securities
or undertake any offering of the Company’s securities, either debt or equity,
until such time as the Company has successfully implemented its business plan
and closed on a suitable business combination.




The
Company’s common stock is a “penny stock,” as defined in Rule 3a51-1 under the
Exchange Act. The penny stock rules require a broker-dealer, prior to a
transaction in penny stock not otherwise exempt from the rules, to deliver a
standardized risk disclosure document that provides information about penny
stocks and the nature and level of risks in the penny stock market. The
broker-dealer also must provide the customer with current bid and offer
quotations for the penny stock, the compensation of the broker-dealer and its
sales person in the transaction, and monthly account statements showing the
market value of each penny stock held in the customer’s account. In addition,
the penny stock rules require that the broker-dealer, not otherwise exempt from
such rules, must make a special written determination that the penny stock is
suitable for the purchaser and receive the purchaser’s written agreement to the
transaction. These disclosure rules have the effect of reducing the level of
trading activity in the secondary market for a stock that becomes subject to the
penny stock rules. So long as the common stock of the Company is subject to
the penny stock rules, it may be more difficult to sell the Company’s common
stock.




1


Going
Concern





Our
financial statements have been prepared on a going concern basis, which
contemplates the realization of assets and the satisfaction of liabilities in
the normal course of business. We have a history of losses that are likely to
continue in the future. Our independent registered public accounting firm has
included a footnote in their report in our audited financial statements for the
year ended December 31, 2008 to the effect that our losses from operations and
our negative cash flows from operations raise substantial doubt about our
ability to continue as a going concern. Our financial statements do not include
any adjustments that might be necessary should we be unable to continue as a
going concern. We may be required to cease operations which could result in our
shareholders losing almost all of their investment.




Liquidity
and Capital Resources




As of
March 31, 2009, we had no cash on hand.  Our limited resources will
affect the extent of our activities in the future unless we are successful in
realizing financing.




Off
Balance Sheet Arrangements




At
March 31, 2009, we do not have any off balance sheet arrangements.




2


Item
3. Quantitative and Qualitative Disclosures About Market Risk




The
information called for by this item is not required as we are a smaller
reporting company.




Item 4T. Controls and
Procedures




An
evaluation was carried out under the supervision and with the participation of
our management, including our Chief Financial Officer and President, of the
effectiveness of our disclosure controls and procedures as of the end of the
period covered by this report on Form 10-Q. Disclosure controls and procedures
are procedures that are designed with the objective of ensuring that information
required to be disclosed in our reports filed under the Securities Exchange Act
of 1934, such as this Form 10-Q, is recorded, processed, summarized and
reported, within the time period specified in the Securities and Exchange
Commission’s rules and forms, and that such information is accumulated and is
communicated to our management, including our principal executive and principal
financial officers, or persons performing similar functions, as appropriate, to
allow timely decisions regarding required disclosure. Based on that evaluation,
our management concluded that, as of March 31, 2008, our disclosure controls and
procedures are effective to satisfy the objectives for which they are
intended.




Changes in Internal Control over
Financial Reporting




There
were no other changes in the Company’s internal control over financial reporting
for the first quarter of 2009 that have materially affected, or are reasonably
likely to materially affect, the Company’s internal control over financial
reporting as such term is defined in Rule 13a-15 and 15d-15 of the Exchange
Act.




3





PART
II – OTHER INFORMATION





Item 1 – Legal
Proceedings





The
Company is not currently party to any material legal proceedings.





Item 1A. – Risk
Factors





In
addition to the other information set forth in this quarterly Report on Form
10-Q, you should carefully consider the factors discussed in Part I, Item 1A
“Risk Factors” in our Annual Report on Form 10-K for the year ended
December 31, 2008, which could materially affect our business, financial
condition or future results. The risks described in our Annual Report on Form
10-K are not the only risks that we face. Additional risks and uncertainties not
currently known to us or that we currently deem to be immaterial also may
materially adversely affect our business, financial condition and/or operating
results as well as adversely affect the value of an investment in our common
stock.





There
have been no material updates to the risk factors previously disclosed in our
Form 10-K for the year ended December 31, 2008.





Item
2 – Unregistered Sales of Equity Securities and Use of Proceeds




None.




Item 3 – Defaults Upon Senior
Securities




None.




Item 4 – Submission of Matters to a
Vote of Security Holders




None.




Item 5 – Other
Information




None.




Item 6 – Exhibits




Exhibits:




10.1
              
              Stock
      Purchase Agreement, dated as of February 6, 2009 (incorporated by
      reference from Exhibit 10.1 to the Registrant’s Current Report on
      Form 8-K filed February 12, 2009 (file
      no. 000-150483)).10.2
              
              Securities
      Purchase Agreement, dated as of February 6, 2009 (incorporated by
      reference from Exhibit 10.2 to the Registrant’s Current Report on
      Form 8-K filed February 12, 2009 (file
      no. 000-150483)).31.1*
              
              Certification
      of Noble Medical Technologies, Inc. Chief Executive Officer pursuant to
      Section 302 of the Sarbanes- Oxley Act of 2002.31.2*
              
              Certification
      of Noble Medical Technologies, Inc. Chief Financial Officer pursuant to
      Section 302 of the Sarbanes- Oxley Act of 2002.32‡
              
              Certifications
      of Noble Medical Technologies, Inc. Chief Executive Officer and Chief
      Financial Officer pursuant to Section 906 of the Sarbanes-Oxley Act
      of 2002.





*Filed
herewith.


‡Furnished
herewith




4




SIGNATURES




Pursuant
to the requirements of the Securities Exchange Act of 1934, the registrant has
duly caused this report to be signed on its behalf by the undersigned thereunto
duly authorized.




NOBLE
      MEDICAL TECHNOLOGIES, INC.
                          (Registrant)Date:           April
      27, 2009
                        By:
                        /s/ Jay
      WolfJay
      WolfChairman
      and Chief Executive Officer
                          (Authorized
      Officer and Principal Executive
                          Officer)Date:          April
      27, 2009
                        By:
                        /s/
      Charles BentzCharles
      BentzChief
      Financial Officer
                          (Authorized
      Officer and Chief Financial Officer)




5